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United States securities and exchange commission logo
March 4, 2024
Kimberly Nelson
Chief Financial Officer
SPS Commerce, Inc.
333 South Seventh Street, Suite 1000
Minneapolis, MN 55402
Re: SPS Commerce, Inc.
Form 10-K for the
Fiscal Year Ended December 31, 2023
File No. 001-34702
Dear Kimberly Nelson:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments.
Please respond to this letter within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe a
comment applies to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2023
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Metrics and Non-GAAP Financial Measures, page 28
1. We note you disclose on
page 12 that in order to increase your revenue and achieve and
maintain profitability
you must sell additional products to existing customers and your
customers must increase
their use of products. You also disclose that you do not have
long-term contracts
with most of your recurring customers and therefore the lack of
success in maintaining
or improving forecasted renewal rates will have an adverse effect
on revenue and
financial results. Please tell us what measures or metrics management uses
to monitor customer
retention and renewals, if any, and revise to provide a quantified
discussion of such
measures for each period presented. Refer to SEC Release No. 33-
10751.
Kimberly Nelson
FirstName LastNameKimberly Nelson
SPS Commerce, Inc.
Comapany
March NameSPS Commerce, Inc.
4, 2024
March2 4, 2024 Page 2
Page
FirstName LastName
Year Ended December 31, 2023 compared to year ended December 31, 2022, page 30
2. You disclose that the increase in revenue resulted, in part, from
continued business growth
and business acquisitions. Please tell us and revise to disclose the
amount or percentage of
such increase from new customers versus existing customers as well as
from business
acquisitions, to provide additional context to your revenue growth as
well as the extent to
which your various business acquisitions have impacted such growth.
Refer to Item
303(b) of Regulation S-K and Section III.B.1. of SEC Release No.
33-8350.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
Please contact Megan Akst at 202-551-3407 or Melissa Kindelan at
202-551-3564 with
any questions.
Sincerely,
Division of
Corporation Finance
Office of
Technology
cc: Brian Senger